SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Amendment No. 1)
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|Item 4.01.|| |
Changes in Registrant’s Certifying Accountant.
(a) Dismissal of Previous Independent Registered Public Accounting Firm.
The Original 8-K disclosed, among other things, that during the period from July 31, 2020 (inception) through December 31, 2020 and the subsequent interim period through September 30, 2021, there were no “reportable events” (as defined in Item 304(a)(1)(v) of Regulation S-K). The foregoing disclosure is hereby qualified by the existence of material weaknesses in the Company’s internal controls and procedures identified by management which are noted in Item 4, Controls and Procedures, as filed with the SEC in each of the Form 10-Qs for the quarterly periods ended March 31, 2021, June 30, 2021 and September 30, 2021, the contents of which are incorporated herein by reference
The Company has provided Marcum with a copy of the disclosures it is making in this Item 4.01(a) of this Current Report on Form 8-K/A and requested that Marcum furnish a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements above, and, if not, stating the respects in which it does not agree. A copy of Marcum’s letter dated January 14, 2022 is filed as Exhibit 16.1 hereto.
|Item 9.01|| |
Financial Statements and Exhibits.
(d) Exhibits. The exhibits shall be deemed to be filed or furnished, depending on the relevant item requiring such exhibit, in accordance with the provisions of Item 601 of Regulation S-K (17 CFR 229.601) and Instruction B.2 to this form.
|16.1||Letter dated January 14, 2022 from Marcum LLP to Securities and Exchange Commission|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document)|
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
|Better Therapeutics, Inc.|
|Dated: January 14, 2022||By:|| |
/s/ Mark Heinen
|Title:||Chief Financial Officer|
January 14, 2022
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
We have read the statements made by Better Therapeutics, Inc. (formerly Mountain Crest Acquisition Corp. II) under Item 4.01 of its Form 8-K/A dated January 14, 2022. We agree with the statements concerning our Firm in such Form 8-K/A; we are not in a position to agree or disagree with other statements of Better Therapeutics, Inc. (formerly Mountain Crest Acquisition Corp. II) contained therein.
Very truly yours,
/s/ Marcum LLP